MLP (MLP) files 12b-25 delaying FY2025 Form 10-K filing

Rhea-AI Filing Summary

Maui Land & Pineapple Company, Inc. filed a Notification of Late Filing (Form 12b-25) stating it cannot timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025. The original due date was March 31, 2026. The company attributes the delay to obtaining and compiling required information and expects to file the Annual Report "no later than the fifteenth calendar day following the prescribed due date." The notification is signed by the CFO on March 31, 2026.

Key Figures

Form type: Form 12b-25 (NT 10-K) Fiscal year end: December 31, 2025 Original due date: March 31, 2026 +4 more

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Form type Form 12b-25 (NT 10-K) Notification of Late Filing

Fiscal year end December 31, 2025 Annual Report on Form 10-K covers this period

Original due date March 31, 2026 Prescribed filing deadline for the Annual Report

Extension timing Fifteen calendar days after prescribed due date Expected latest filing under Rule 12b-25

Signature date March 31, 2026 Signed by Chief Financial Officer Wade Kodama

Contact phone 949-725-4121 Christopher Ivey, Esq.

Form expiry/CUSIP Expires September 30, 2028; CUSIP 577345101 Header information on the notification

Key Terms

Rule 12b-25, Annual Report on Form 10-K, Notification of Late Filing

3 terms

Rule 12b-25 regulatory

"seeks an extension of the filing deadline for its Annual Report pursuant to Rule 12b-25"

Rule 12b-25 is an SEC filing provision that lets a company notify regulators and the public that it cannot file a required periodic report (like a quarterly or annual report) on time and explains the reason for the delay. For investors, the notice is a formal heads-up that financial information will arrive late—similar to a company calling to say it will be late turning in homework—so it signals increased uncertainty and may affect trading and risk assessments until the filing is available.

Annual Report on Form 10-K regulatory

"Annual Report on Form 10-K for the fiscal year ended December 31, 2025"

An annual report on Form 10‑K is a required, comprehensive filing that publicly traded companies give to regulators and investors summarizing their business, results of operations, detailed financial statements reviewed by independent auditors, material risks, legal issues and management’s discussion of performance. Investors use it like a company’s year‑end report card and medical checkup: it reveals how the business made money, where it is vulnerable, and the facts needed to compare value, judge risk and make informed investment decisions.

Notification of Late Filing regulatory

"This Form 12b-25 (Notification of Late Filing) is being filed"

		OMB APPROVAL
	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549	OMB Number:         3235-0058 Expires:     September 30, 2028 Estimated average burden hours per response              2.50
	FORM 12b-25	SEC FILE NUMBER 001-06510
	NOTIFICATION OF LATE FILING	CUSIP NUMBER 577345101

(Check one): ☒  Form 10-K  ☐  Form 20-F  ☐  Form 11-K  ☐  Form 10-Q  ☐  Form 10-D  ☐  Form N-CEN ☐  Form N-CSR

For Period Ended: December 31, 2025

	☐	Transition Report on Form 10-K
	☐	Transition Report on Form 20-F
	☐	Transition Report on Form 11-K
	☐	Transition Report on Form 10-Q

For the Transition Period Ended:

Read Instruction (on back page) Before Preparing Form. Please Print or Type.

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:

Not applicable

PART I — REGISTRANT INFORMATION

Maui Land & Pineapple Company, Inc.

Full Name of Registrant

Former Name if Applicable

500 Office Road

Address of Principal Executive Office (Street and Number)

Lahaina, Maui, Hawaii 96761

City, State and Zip Code

PART II — RULES 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)

☒ (a) The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-CEN or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and (c) The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

SEC 1344 (06-19) Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

PART III — NARRATIVE

State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-CEN, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

This Form 12b-25 (Notification of Late Filing) is being filed by Maui Land & Pineapple Company, Inc. (the “Company”) to seek an extension of the filing deadline for its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the “Annual Report”) pursuant to Rule 12b-25 promulgated under the Securities Exchange Act of 1934, as amended (“Rule 12b-25”). The original due date for the filing of the Annual Report is March 31, 2026.

The Company could not complete the filing of its Annual Report due to a delay in obtaining and compiling information required to be included in the Annual Report, which delay could not be eliminated by the Company without unreasonable effort and expense. In accordance with Rule 12b-25, the Company expects to file the Annual Report no later than the fifteenth calendar day following the prescribed due date.

(Attach extra Sheets if Needed)

PART IV — OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this notification

Christopher Ivey, Esq.		949		725-4121
(Name)		(Area Code)		(Telephone Number)

(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).

Yes  ☒    No  ☐

(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?

Yes  ☐    No  ☒

If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

Maui Land & Pineapple Company, Inc.

(Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

		By:	/s/ Wade Kodama
Date:	March 31, 2026	Its:	Chief Financial Officer

INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the form.

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

FAQ

Why did Maui Land & Pineapple (MLP) file Form 12b-25?

The company delayed its Form 10-K because it needed additional time to obtain and compile required information. The notification states the delay could not be eliminated without unreasonable effort and expense.

What fiscal period does the late 10-K cover for MLP?

The late filing covers the fiscal year ended December 31, 2025. The original Form 10-K due date was March 31, 2026; the company seeks the Rule 12b-25 extension.

When does MLP expect to file the delayed Form 10-K?

The company expects to file no later than the fifteenth calendar day following the prescribed due date. The notification includes that timing phrase as the company's expected filing window.

Who signed and when was the 12b-25 notice filed for MLP?

The notice was signed by Chief Financial Officer Wade Kodama on March 31, 2026, certifying the company caused the notification to be filed on its behalf.

Does the 12b-25 notice state material changes to results of operations?

No anticipated significant change is indicated in the notice. The form includes a checkbox area for that question but does not attach an explanation of anticipated changes.